0000921895-10-001460 Sample Contracts

TENDER AND SUPPORT AGREEMENT
Tender and Support Agreement • October 5th, 2010 • Ramius LLC • Semiconductors & related devices • Delaware

TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of October 2, 2010 by and among MICROSEMI CORPORATION, a Delaware corporation (“Parent”), ARTFUL ACQUISITION CORP., a California corporation and wholly-owned subsidiary of Parent (“Purchaser”), and certain shareholders of ACTEL CORPORATION, a California corporation (the “Company”), listed on Annex I (each, a “Shareholder”).

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AGREEMENT OF WAIVER
Agreement of Waiver • October 5th, 2010 • Ramius LLC • Semiconductors & related devices • California

This Agreement of Waiver (this “Waiver”) is entered into as of October 2, 2010 by and among Actel Corporation (the “Company”) and the entities and natural persons listed on Schedule A hereto (collectively, the “Ramius Group”).

JOINT FILING AGREEMENT
Joint Filing Agreement • October 5th, 2010 • Ramius LLC • Semiconductors & related devices

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of Amendment No. 6 to the Schedule 13D originally filed on October 14, 2008 (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Actel Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

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